Velarion · Company Intelligence
Compensation Brief
Fiscal year 2025 · Filings through 2026-06-02

Buckle (BKE)

CEO Dennis Nelson was paid $11,706,282 in fiscal year 2025, ↑ up 32.8% from fiscal year 2024 (SEC filing 0000885245-26-000016 ↗): executive and director compensation, incentive-plan design, equity activity, and governance — every figure in this brief is traceable to its exact location in the company’s SEC filing — the document, the section, the page, and the table, linked directly.

$11,706,282 ↑
Dennis Nelson total, FY2025
—
CEO pay percentile vs peers
—
CEO-to-median pay ratio
96.59%
Say-on-pay support, latest vote

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Sample answer — “What is the CEO’s total compensation?”
- Dennis Nelson (President and CEO), FY2025 total compensation $11,706,282 (base salary $1,300,000) [exec_comp, SEC accession 0000885245-26-000016, filed 2026-04-22]

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BKE's next annual pay disclosure, estimated April 21, 2027.est. Filing ↗

01

Summary Compensation Table — fiscal year 2025

Named executive officerSalaryBonusStock awardsOption awardsNon-equity incentivePension / NQDCAll otherTotal
Dennis Nelson$1,300,000$4,503,597$5,713,200$0$0$0$189,485$11,706,282
President and CEO
Kari Smith690,0001,156,329942,67800048,1352,837,142
Executive Vice President of Stores
Brett Milkie670,0001,065,040876,02400046,2292,657,293
Senior Vice President of Leasing
Thomas Heacock635,0001,065,040876,02400066,2262,642,290
Senior Vice President of Finance and CFO
Michelle Hoffman494,000882,462666,54000038,4642,081,466
Senior Vice President of Sales

A dash means the company reported no figure in that column; 0 means it reported zero. Figures are as printed in the filing, without adjustment.

Three-year trend — total compensation per named executive

Named executive officerFY2025 totalFY2024 totalFY2023 totalΔ FY2024→2025
Dennis Nelson$11,706,282$8,817,953$9,825,399↑ +2,888,329
Kari Smith2,837,1422,173,9752,344,260↑ +663,167
Brett Milkie2,657,2932,042,3992,185,125↑ +614,894
Thomas Heacock2,642,2902,034,8292,181,648↑ +607,461
Michelle Hoffman2,081,4661,586,933—↑ +494,533

Prior-year totals as disclosed in the corresponding proxy; deltas are computed values with the derivation shown in the register.

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Companies that benchmark against BKE
14 companies name BKE as a compensation peer

Each company listed discloses BKE in its own benchmarking peer group, as disclosed in each company's most recent proxy statement within the last two proxy seasons. Two companies are therefore absent by design: one that named BKE in an earlier year and no longer does, and one whose own most recent disclosure is older than the last two seasons.

01b

Executives — the named officers

One page per officer: the same table above, read for one person at a time — his own figure and every fiscal year the register holds.

ExecutiveRoleFY2025 total
Brett MilkieSVP$2,657,293
Dennis NelsonCEO$11,706,282
Kari SmithEVP$2,837,142
Michelle HoffmanSVP$2,081,466
Thomas HeacockCFO$2,642,290
01c

Board of directors

One page per director: the seat, the committees and the fee table, read for one person at a time.

DirectorRoleFY2025 total
Angie J. KleinIndependent Director$153,455
Bill L. FairfieldIndependent Director$145,455
Bruce L. HobermanIndependent Director$145,455
Daniel J. HirschfeldChair of the Board—
Hank M. BoundsIndependent Director$145,455
James E. ShadaIndependent Director$145,455
John P. Peetz IIIIndependent Director$157,455
Karen B. RhoadsIndependent Director$145,455
Michael E. HussIndependent Director$161,455
Shruti S. JoshiIndependent Director$145,455
02

Equity transactions since the proxy statement was filed

No insider equity transactions reported since the proxy statement.

04

Outstanding equity awards at fiscal year-end 2025

ExecutiveAwardShares unvestedExercise priceMarket value unvested
Dennis NelsonRSU226,000—$10,759,860
Kari SmithRSU37,060—1,764,427
Thomas HeacockRSU34,480—1,641,593
Brett MilkieRSU34,480—1,641,593
Michelle HoffmanRSU26,200—1,247,382
05

Incentive-plan design — the Compensation Discussion & Analysis

The Company's compensation philosophy is that each member in a position to make the Company succeed should be rewarded accordingly for success and, as such, the compensation plan is intended to provide a relationship between the compensation earned by executive officers and the creation of value for stockholders.

CEO STI target (% of salary)—
CEO LTI target (% of salary)—
Independent consultant—
Clawback policytrue
Anti-hedgingtrue
Anti-pledging—
06

Say-on-pay — recent advisory votes

Meeting yearMeeting dateForAgainstAbstainSupportOutcome
20262026-06-0142,971,8641,516,777116,68796.59%Passed

Rows are labeled by annual-meeting year, with the meeting date beside each; the vote held in a given year acts on the prior fiscal year's compensation.

Say-on-pay — history, company's computation

Meeting yearMeeting dateApproval — company's computation
20262026-06-0196.59%a

a. Approved under the standard stated in the filing — “Abstentions and broker non-votes will not be counted as votes cast in determining the number of votes required for approval.”.

Approval percentages are the company's own reported computations under its own stated standard, not recomputed by Velarion. Where a company does not state a standard, none is assumed.

08

Director compensation — fiscal year 2025

DirectorCash feesStock awardsOption awardsNon-equity incentiveAll otherTotal
Michael E. HussIndependent · Audit Committee (Chair)$76,000$85,455$0$0$0$161,455
John P. Peetz IIIIndependent · Compensation (Chair)72,00085,455000157,455
Angie J. KleinIndependent · Nominating, Governance, and Corporate Social Responsibility Committee (Chair)68,00085,455000153,455
James E. ShadaIndependent · Audit Committee · Nominating, Governance, and Corporate Social Responsibility Committee60,00085,455000145,455
Shruti S. JoshiIndependent · Audit Committee · Nominating, Governance, and Corporate Social Responsibility Committee60,00085,455000145,455
Karen B. RhoadsIndependent60,00085,455000145,455
Bruce L. HobermanIndependent · Compensation Committee · Nominating, Governance, and Corporate Social Responsibility Committee60,00085,455000145,455
Hank M. BoundsIndependent · Audit Committee · Compensation Committee60,00085,455000145,455
Bill L. FairfieldIndependent · Audit Committee · Compensation Committee60,00085,455000145,455
Dennis H. NelsonEmployee director · Executive—————0
Kari G. SmithEmployee director · Executive—————0
Thomas B. HeacockEmployee director · Executive—————0
Daniel J. HirschfeldEmployee director · Board Chair · Executive—————0
09

Board fee structure and ownership guideline

Annual cash retainer—
Annual equity retainer—
Per board meeting fee—
Committee chair fees (audit / comp / nom-gov)—
Stock ownership guideline$10,000
09b

Total cost of the board

ComponentFY2025
Cash retainers and fees$576,000
Equity awards (grant-date value)$769,095
All other compensation$0
Total cost of the board$1,345,095

Computed as the sum of the director compensation table rows above; inputs and formula shown in the register.

10b

Chief executive pay against the peer group

Most recent fiscal-year chief executive compensation at each disclosed peer, taken from that company's own proxy statement.

RankCompanyFYChief executiveSalaryStock awardsOption awardsNon-equity incentiveTotal
1Buckle2025Dennis Nelson$1,300,000$5,713,200$0$0$11,706,282

Each peer's compensation is from its most recently filed proxy; fiscal years differ by company. Each peer's figures come from its own filings; the subject company is highlighted. Peers whose chief executive compensation is outside our coverage universe are stated as such, never left blank.

10d

Frequently asked questions

Who was the highest-paid executive at Buckle in fiscal 2025?
As disclosed, Dennis Nelson (President and CEO) was the highest-paid executive at Buckle in fiscal 2025, with total compensation of $11,706,282.
How did shareholders vote on Buckle's executive compensation?
As disclosed, 96.59% of shareholders supported Buckle's executive compensation in the latest say-on-pay vote.
How much does Buckle spend in total on board compensation for fiscal 2025?
As disclosed, Buckle reported total board compensation of $1,345,095 for fiscal 2025.

Answers are drawn only from the figures disclosed in this brief and cited to their location in the source filing. Where a figure required for an answer is not disclosed, that is stated rather than estimated.

11

Source register

Each figure is listed with the filing it comes from, where it appears in that filing, and the value as printed. Any figure can be independently confirmed against the source.

#SupportsDocumentFiledAccessionLocation in document
1Section 01, Dennis NelsonDEF 14A2026-04-220000885245-26-000016Section “Executive Compensation”. As printed: 11,706,282. View filing ↗
2Section 01, Kari SmithDEF 14A2026-04-220000885245-26-000016Section “Executive Compensation”. As printed: 2,837,142. View filing ↗
3Section 01, Brett MilkieDEF 14A2026-04-220000885245-26-000016Section “Executive Compensation”. As printed: 2,657,293. View filing ↗
4Section 01, Thomas HeacockDEF 14A2026-04-220000885245-26-000016Section “Executive Compensation”. As printed: 2,642,290. View filing ↗
5Section 01, Michelle HoffmanDEF 14A2026-04-220000885245-26-000016Section “Executive Compensation”. As printed: 2,081,466. View filing ↗
6Section 08, Michael E. HussDEF 14A2025-04-230000885245-25-000058Section “Director Compensation”. As printed: 161,455. View filing ↗
7Section 08, John P. Peetz IIIDEF 14A2025-04-230000885245-25-000058Section “Director Compensation”. As printed: 157,455. View filing ↗
8Section 08, Angie J. KleinDEF 14A2025-04-230000885245-25-000058Section “Director Compensation”. As printed: 153,455. View filing ↗
9Section 08, James E. ShadaDEF 14A2025-04-230000885245-25-000058Section “Director Compensation”. As printed: 145,455. View filing ↗
10Section 08, Shruti S. JoshiDEF 14A2025-04-230000885245-25-000058Section “Director Compensation”. As printed: 145,455. View filing ↗
11Section 08, Karen B. RhoadsDEF 14A2025-04-230000885245-25-000058Section “Director Compensation”. As printed: 145,455. View filing ↗
12Section 08, Bruce L. HobermanDEF 14A2025-04-230000885245-25-000058Section “Director Compensation”. As printed: 145,455. View filing ↗
13Section 08, Hank M. BoundsDEF 14A2025-04-230000885245-25-000058Section “Director Compensation”. As printed: 145,455. View filing ↗
14Section 08, Bill L. FairfieldDEF 14A2025-04-230000885245-25-000058Section “Director Compensation”. As printed: 145,455. View filing ↗
15Section 08, Dennis H. NelsonDEF 14A2025-04-230000885245-25-000058Section “Director Compensation”. As printed: 0. View filing ↗
16Section 08, Kari G. SmithDEF 14A2025-04-230000885245-25-000058Section “Director Compensation”. As printed: 0. View filing ↗
17Section 08, Thomas B. HeacockDEF 14A2025-04-230000885245-25-000058Section “Director Compensation”. As printed: 0. View filing ↗
18Section 08, Daniel J. HirschfeldDEF 14A2025-04-230000885245-25-000058Section “Director Compensation”. As printed: 0. View filing ↗
19Section 06, 2026 voteForm 8-K2026-06-020000885245-26-000027Item 5.07 · say-on-pay result. As reported: 96.59% (votes for as printed: 42,971,864). View filing ↗
20Section 01 trend, Δ column (computed)Computed——Δ = current-FY total − prior-FY total per named officer.
21Section 09b board cost (computed)Computed——Cash 576,000 + equity 769,095 + all other 0 = 1,345,095, summed across the director compensation table rows.
22Buckle (subject), Section 10b CEO totalDEF 14A2026-04-220000885245-26-000016CEO total compensation as printed in Buckle's own proxy. As printed: 11,706,282. View filing ↗